Mutual Confidentiality Agreement

This agreement is made between the website visitor and Inecta LLC, located at 225 Broadway #660, New York, NY 10007, for the purpose of preventing the unauthorized disclosure of confidential information (as hereinafter defined) (hereinafter the "Agreement"). The parties are willing to engage in business discussions and, thus, disclose Confidential Information under the terms of this Agreement as follows:

1.1 DEFINITION- For purposes of this Agreement, "Confidential Information" shall include all information or material that has or could have commercial value or other utility in the business in which the party disclosing the Confidential Information ("Disclosing Party") is engaged. The party receiving the Confidential Information is hereinafter referred to as the "Receiving Party" or “Recipient." Confidential Information means information, not generally known, and proprietary to the Disclosing Party, including without limitation, information about the business, properties or operations, competitively sensitive material, plans, strategies, forecasts, financial data, operational data, business and marketing plans and strategies, business operations and systems information, proprietary rights, other intellectual property, information concerning products, product development, product specifications, pricing, sales representatives, distributors, employees, agents, customers, vendors, technology, research, development, know-how, designs, software, codes, flowcharts, schematics, blue prints, prototypes, devices, hardware, technical documentation and manufacturing processes. All information which the Receiving Party acquires or becomes acquainted with during the period of this Agreement, whether developed by the Disclosing Party or by others, which is marked by the Disclosing Party as being Confidential Information, shall be presumed to be Confidential Information. "Confidential Information" does not include information which (i) is in the possession of the Recipient at the time of disclosure, (ii) prior to or after the time of disclosure becomes part of the public knowledge, not as a result of any action or inaction of the Recipient, (iii) is received from a third party not known to the Recipient as having an obligation of confidentiality with respect to such information, or (iv) the Recipient can demonstrate was developed by the Recipient without reference to the Confidential Information.

1.2 NATURE OF RELATIONSHIP- Both Parties further understand and agree that this relationship is of a confidential nature and imposes an affirmative obligation to protect, foster and respect the confidentiality of Confidential Information. Neither party shall disclose, without the prior written approval of the other or except as required by law, the fact that the Confidential Information has been made available or that they are in discussions with each other or any facts with respect to any such discussions or possible future discussions.

1.3 OBLIGATION OF CONFIDENTIALITY- Each Recipient shall hold the Confidential Information disclosed to it in confidence and shall not disclose the Confidential Information to others in any activity other than in connection with discussions as referred to in this Agreement or as may be legally compelled (by deposition, interrogatories, request for documents, subpoena, civil investigation, demand or similar process). In the event that the Receiving Party is so required to disclose any of the Confidential Information, the Receiving Party shall provide the Disclosing Party with prompt written notice of any such request or requirement so that the Disclosing Party may seek a protective order or other appropriate remedy at its own expense and/or waive compliance with the provisions of this Agreement. If, in the absence of a protective order or other remedy, or the receipt of a waiver by the Disclosing Party, the Receiving Party is nonetheless legally compelled to disclose the Confidential Information to any tribunal, the Receiving Party may, without liability hereunder, disclose to such tribunal only that portion of the Confidential Information which is legally required to be disclosed, provided that the Receiving Party shall use commercially reasonable efforts to preserve the confidentiality of the Confidential Information, including, without limitation, by cooperating with the Disclosing Party to obtain an appropriate protective order or other reliable assurance that confidential treatment will be afforded the Confidential Information by such tribunal.The Confidential Information shall not be copied, reproduced in any form or stored in a retrieval system or database by the Recipient without the prior written consent of the Disclosing Party. Notwithstanding the foregoing, each Recipient may disclose the Confidential Information, and provide copies of such Confidential Information, to such of its affiliates, employees, officers, directors, independent contractors, attorneys, consultants, agents and/or representatives, as need to know such Confidential Information in connection with the discussions contemplated herein on condition that such persons are bound by the terms of this Agreement. Each Recipient shall be responsible for any breach of this Agreement by the persons to whom it disclosed any such Confidential Information.

1.4 PROPERTY OF THE COMPANY- Each Party acknowledges that the Confidential Information given to it by the Disclosing Party in connection with this Agreement shall be the sole and exclusive property of the Disclosing Party, and that no license or other right therein are created by this Agreement. All written Confidential Information or Confidential Information on electronic media(including all copies thereof) shall be surrendered to the Disclosing Party upon written request of such party and all Confidential Information stored in any retrieval system or database will be deleted at the time of such request; provided however, that analyses, compilations, studies or other documents may be retained, subject to the confidentiality restrictions set forth in this Agreement, to the extent that such retention is reasonably deemed necessary by the Recipient to document that its actions in connection with the proposal under discussion were reasonable in the context of the business judgment rule.

1.5 REPRESENTATIONS OR WARRANTIES- No representations or warranties are made by any party as to the accuracy or completeness of any Confidential Information and no interest, license or right respecting the Confidential Information is granted to the Recipient under this Agreement by implication or otherwise.

1.6 LAW- This Agreement shall be governed by and interpreted in accordance with the laws of the State of New York without reference to the conflict of laws provisions thereof. The Parties hereto, their successors and assigns, consent to the jurisdiction of the state and federal courts located in New York County, New York, United States, in respect to any legal proceeding that may result from a dispute as to the interpretation or breach of any of the terms and conditions of this Agreement.

1.7 REMEDIES- The Recipient of Confidential Information agrees that the obligations provided herein are necessary and reasonable in order to protect the Disclosing Party and its business, and expressly agrees that monetary damages may be inadequate to compensate the Disclosing Party for any breach by the Recipient of it covenants and agreements set forth herein. Accordingly, the Recipient agrees and acknowledges that any such violation or threatened violation may cause irreparable injury to the Disclosing Party and that, in addition to any other remedies that may be available in law, the Disclosing Party shall be entitled to seek injunctive relief against the threatened breach of the Agreement or the continuation of any such breach by the Recipient.

1.8 TERM- This Agreement shall remain in effect for one (1) year from the Effective Date, however, the obligation of non-disclosure set forth in this Agreement shall survive any termination of this relationship and shall continue for a period of one (1) year following the date of disclosure of the Confidential Information. In addition to this one (1) year term, the Receiving Party must return all Confidential Information to the Disclosing Party or provide proof to the Disclosing Party that such Confidential Information has been destroyed.

1.9 WAIVER OF BREACH- The waiver by a party of a breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any other or subsequent breach by the party in breach.

1.10 SEVERABILITY- If a court of competent jurisdiction holds any provision of this Agreement unenforceable, that provision shall be severed and shall not affect the validity or enforceability of the remaining provisions.

EACH PARTY THAT ACKNOWLEDGES THIS AGREEMENT REPRESENTS AND WARRANTS THAT HE/SHE OR IT: HAS CAREFULLY READ AND FULLY UNDERSTANDS THIS AGREEMENT AND ITS FINAL AND BINDING EFFECT; HAS BEEN AFFORDED SUFFICIENT TIME AND OPPORTUNITY TO REVIEW THISAGREEMENT; HAS HAD AN OPPORTUNITY TO NEGOTIATE WITH REGARD TO THE TERMS OF THISAGREEMENT; IS FULLY COMPETENT TO MANAGE HIS/HER OR ITS OWN BUSINESS AFFAIRS AND TO ENTER INTO OR ACKNOWLEDGE THIS AGREEMENT; HAS ACKNOWLEDGED THIS AGREEMENT KNOWINGLY, FREELY, AND VOLUNTARILY; AND THAT THE ONLY PROMISES MADE TO INDUCE HIM/HER OR IT TO ACKNOWLEDGE THIS AGREEMENT ARE THOSE STATED HEREIN.

IN WITNESS WHEREOF, this Agreement is executed as of the date of access to Inecta's content.